Denartment of State a - - ~ - - - ~ - ~ - -

The State of Ohio F9247-6305

Sherrod Brown Secretary of State

6 Certificate @ I

It is hereby certified that the Secretary of State of Ohio has custody of the Records of ii::orporation and Miscellaneous Filings; that said

r e c o d show the filing and recording of: ARN --

W E Y B R I D G E HOHEOUNERS A S S O C I A T I O N , I N C .

United States of America State of Ohio

Of& of the Secmtary of State

Recorded on Roll F 2 4 7 at Frame 0 3 0 6 of

the Records of Incorporation and Mixellaneous Filings.

Witness my hand and the seal of the Secretary of State, m the

City of Columbus, Ohio, this z9 H day of A 1 L ,

a 3 A.D. 19-

Sherrod Brown Secret? of State

1 .... ." .. , '\ . . .. . .

~~"&!< ..-. p.G.,. m-2 MAY 4 z~.&/~' ARTICLES OF INCORPORATION ..- ,py-.H- I‘--- ,

%dun? - OF

WEYBRIDGE HOMEOWNERS ASSOCIATION, INC.

The undersigned, desiring to form a corporation, not for profit, under Section 1702.01 etseq., Revised Code of Ohio, hereby certifies:

ARTICLE I

Name and Purposes

1. +. The nm.e of the corporation is Weybridge Homeowners Association, Inc.

2. Purpose. The principal purposes of the Weybridge Home- owners Association, Inc., (the "Association") are:

', ' .

a. To establish, maintain and operate a corporation not for profit to provide for the owners of Lots 885 through 912 inclusive of Weybridge Section 1, as the same are numbered and delineated upon the recorded plat thereof, of record in Plat Book 16, page 45, Recorder's Office, Delaware County, Ohio, and such additional lots, not in excess of 52, -as may be developed in future platted sections contiguous with Weybridge Section 1, a unified effort in protecting the value of their property.

b. To acquire, own, maintain and manage any property which is conveyed to the Assocation with the consent of the Asso- ciation; and to purchase, construct, own, maintain and manage any and all facilities and improvements (including personal property) presently or in the future constructed or located on property owned or acquired by the Association.

c. To engage in such other activities as may be to the mutual benefit of the owners of property in Weybriage Section 1, and land contiguous thereto, including but not limited to:

1) To establish and/or enforce reasonable rules and regulations for the use of the bicycle/jogging paths or any areas reserved for common use of the members of the Association.

2) To establish an orderly and efficient system for the payment of, or reimbursement for, all expenses of the Asso- ciation, and of billing to pay such expenses.

3) To establish and operate arbitration procedures for the settlement of disputes among lot owners.

4) To enforce restrictions imposed upon the lots for the benefit of the lot owners and/or the Association.

5) To provide or arrange for the provision of land- scape maintenance and trash pick up services for the property if authorized by the Board of Trustees.

6) To provide or arrange for the provision of such other services to the property as the Board of Trustees may from time to time determine shall be provided.

7) To promulgate and/or enforce rules and regulations and perform such other acts as are deemed necessary to carry out the. purposes of the Association.

8) To purchase, lease, or otherwise acquire, improve, construct, own, hold, use, maintain, operate, exchange, encumber, sell, convey or otherwise dispose of, real and personal property of every kind, nat.~re, or description, ,as' may be neces.sary or desirable to promote the purposes of this corporation.

9) To make and perform contracts of every kind for any lawful purpose without limit as to any amount, with any person,

1 firm, association, corporation, municipality, state, government, or municipal or political subdivision.

10) To have and exercise all the rights and powers conferred on nonprofit corporations under the Ohio nonprofit corporation law (Ohio Revised Code Cha.pter 1702), as such law is now in effect or may at any time hereafter be amended.

11) To do all other acts necessary.or expedient for the administration of the affairs and attainment of the purposes of this corporation.

ARTICLE I1

Office and Period of Existence -. - 1. Office. The principal office of the Association shall

be located in Concord Township, Delaware County, Ghio.

2. Period of Existence. The period of existence of the Association shall be perpetual unless sooner terminated in accordance with the terms of these Articles.

ARTICLE 111

General Powers

The Association shall have the power to own, accept, acquire, mortgage, and dispose of real and personal property, and to obtain, invest or disburse and retain funds, in advancing the purposes stated in Article I. The Association shall have the power to do any lawful acts or things reasonably necessary or desirable for carrying out the Association's purposes, and for protecting the lawful rights and interests of its members in connection therewith.

ARTICLE IV

Membership and Voting Rights

1. Membership. The following persons shall be members of the Association: (a) Weybridge, Ltd., axi Ohio Limited Partnership, or its successor (hereinafter referred to as the "Partnership") or successor in interest to the lots until the Turnover Date or until Weybridge, Ltd. or its successor-,shall have resigned as a member, whichever shall occur first; and (b) every person or entity who is the record owner of any one of the lots (hereinafter referred to as a "Lot") numbered 885 through 912 inclusive in Weybridge Section 1, and such additional lots, not in excess of 52, as may be developed in future platted sections of Weybridge contiguous with Section 1.

2. Privileges of Membershie. Membership shall entitle the holder thereof, or its representative in the event that the member is not an individual or individuals, to all the privileges of membership, including'the rights to vote and to hold office in accordance with the1,provisions of Section 3 of this Article IV; to have free access to all facilities; and to invite guests in accordance with the provisions of Article VII. Persons in the family of a member who live with the member, tenants in possession of a lot and persons in the family of a tenant in possession of a lot who live with such tenant, but who are not themselves members, shall have all privileges of membership, except that they shall not have the right to vote or to hold office.

3 . Voting Rights. The record owner of any lot shall have one vote for each lot he owns. If more than one person or entity owns any single lot, then the owners shall determine, among them- selves, who shall be entitled to exercise the single vote for each lot. If the owners of any lot cannot jointly agree as to which of them shall be entitled to exercise the vote attributable to that lot, then the right to vote shall be forfeited until such time as the owners designate which of them shall exercise such vote. Notwithstanding any provision in these Faticles to the contrary, all voting power of the Association shall be exercised by the Partnership until January 1 immediately following the date upon which 100% of the lots, with dwelling units constructed thereon, have been sold by the Partnership. Notwithstanding the foregoing, the Pprtnership may voluntarily relinquish such voting control at any time, in which event the owner of each lot shall have one vote. The date upon which such voting control is relinquished by the Partnership, either voluntarily or as a result of sale of 100% of lots with dwelling units constructed thereon, shall be the "Turnover Date".

ARTICLE V

Board of Trustees and Initial Trustees

1. Number. The affairs of the Association shall be managed by a board of three (3) trustees who must be members (or repre- sentatives of members who are not individuals) of the Association. The number of trustees may be changed by amendment of the Code of Regulations of the Association, but shall not be less than three (3).

2. Initial Trustees. Until such time as a board of trustees shall be elected according to the provisions contained in the Code of Regulations, the affairs of the Association shall be governed by a board of initial trustees, composed of the following three (3) persons who shall serve until their successors are elected and qualified as provided in the Code of Regulations:

Richard D. Arnos

John R. Hogan !

Andrew J. Syrkin

3150 Republic Boulevard, North Suite 2 Toledo, Ohio 43615

3150 Republic Boulevard, North Suite 3 Toledo, Ohio 43615

9120 Muirkirk Dublin, Ohio 43017

3. Powers of Initial Trustees. The board of initial trustees shall have the same powers and duties enumerated in these Articles and in the Code of Regulations as for the elected board of trustees.

ARTICLE VI

Assessments

Prior to January 1 of each year, the trustees of the Association shall determine an estimated budget for the following calendar year. The annual assessment chargeable to each lot shall be equal to the result obtained when the total estimated budget for the calendar year is divided by the total number of lots comprising the Associ- ation (which number shall be the total number of platted lots in Weybridqe Section 1 and any future platted sections contiguous therewith, which number shall be not less than 28 nor more than 80). The annual assessment for the lots shall be collected by the Asso- ciation from each lot owner in quarterly installments on or before the 10th day of January, April, July and October. Any installment of assessments which is delinquent for thirty (30) days shall earn interest at the rate of ten percent (10%) per annum from due date until paid.

Annual assessments applicable prior to tI?e Turnover Date shall be collected from all lot owners, including the Partnership with respect to lots it may own, and such assessments may be collected in monthly installments if the trustees of the Ass0c.i- ation so determine.

The trustees may also adjust annual assessments in the event the trustees determine that the estimated annual budget was not accurate and such adjusted annual assessments shall be collected in the same manner as set forth herein.

Nothing herein shall prevent the Partnership from contributing to the costs of operating the Association prior to the Turnover Date and reducing the annual assessment applicable to each lot.

nRTICLE VII , .

Guests

Guests of members, when and only when accompanied by a member, shall be entitled to the use of any facilities located on property owned by the Association, subject to such fees, rules, conditions and regulations as may be adopted by the Board of Trustees.

ARTICLE VIII

Net Earnings and Dissolution

I. Net Earnin s. No part of the net earnings of the Asso- ciation sha + mure to the benefit of or be distributable to its members, trustees, officers or other persons, except that the Association shall be authorized and empowered to reimburse any trustee, officer or member for his actual expenses incurred in the performance of his duties and in the furtherance of the purposes set forth in Article I.

2. Dissolution. The Association shall exist so long as any one of the following remains in effect: (a) the Association owns any property or facilities held for the common benefit of all the members; (b) any restrictions enforceable by the Association remain applicable to any lot; or (c) the arbitration of disputes in connection with restrictions applicable to lots has Deen delegated by such restrictions to the Association and said arbi- tration provision continues to remain in force. In the event of dissolution, the trustees and members shall provide for the dis- tribution of the corporate assets in a manner which does not deprive the Association of tax-exempt status.

ARTICLE IX

Amendment

1. Notices of Amendment. A holder or insurer of a first mortgage upon any lot, upon written request to the Association

(which request shall state the name and address of such holder or insurer and a description of the lot) shall be entitled to timely written notice of:

a. Any proposed amendment of these Articles of Incorporation; or

b. Any proposed termination of the Association (unless the Association automatically terminates pursuant to the provi- sions of Article VIII, Section 2 above).

2 . Amendments Regarding Assessment and Voting. The consent of all members present, in person or by proxy, who are entitled to vote at a duly called and noticed meeting of the Association, and the written consent of the Partnership, so long as it is a member, shall be required for any amendment of these Articles which effect a change in (a) the method of calculating the assessments; (b) the method of voting on Association matters; or (c) the fundamental purposes for which the Association is organized.

3. Other Ame~dments. Except where greater percentages are required pursuant to Section 2 of this Article IX, the consent of 66-2/3% of the members present, in person or by proxy, who are entitled to vote at a duly called and noticed meeting of the Association, and the written consent of the Partnership, so long as it is a member, shall be required to amend these Articles.

ARTICLE X

Inspection of Association Books and Records

The holder and insurer of the first mortgage on any unit shall be entitled, upon request, to inspect the books and records of the Association during normal business hours.

The members shall also have reasonable access to inspect the books, records and financial statements of the Association, in- cluding, after the Turnover Date, any annual audited financial statementswhen such are reported.

IN WITNESS WHEREOF, I have hereunto set my hand this day of , 19 . -

I HIIII IIIII I# IIIII IIIII II Wllll lllll lllll lllll lllll lllll Ill1 Ill1 DATE: DOCUMENT ID DESCRIPTION FILING EXPED PENALTY CERT 01/29/2008 ~00802802130 CERTIFICATE OF CONTINUED EXISTEI 25.00 00 .OO .OO

(CCE)

Receipt This is not a bill. Please do not remit payment.

BUCKLEY KING LPA 10 WEST BROAD STREET - #I 300 COLUMBUS, OH 43215

S T A T E OF O H I O C E R T I F I C A T E

Ohio Secretary of State, Jennifer Brunner

. ' (1.265'1

It is hereby certified that the Secretary of State of Ohio has custody of the business records for

WEYBRIDGE HOMEOWNERS ASSOCIATION, INC.

and, that said business records show the filing and recording of:

Document(s)

CERTIFICATE OF CONTINUED EXISTENCE Document No(s):

200802802130

United states of fimenca State of Ohio

Office of the Secretary of State

Witness my hand and the seal of the Secretary of State at Columbus, Ohio this 23rd day of January, A.D. 2008.

Ohio Secretary of State

COPY .w

Ohio Secretary of State Central Ohio: (614) 466-3910 Toll Fre: 1-877-SOS-FILE (1-877-767-3453)

STATEMENT OF CONTINUED EXISTENCE OF CORPORATION - NOT FOR PROFIT

The undersgned, a trustee, officer, orthree members in good standing ofthe corporation named below. hereby verifiedverify that the corporation is still actively engaged in exercising its Corporate privileges, and that:

1. The Charter Number is: 612657

2. The exact corporate name is: WEYBRIDGE HOMEOWNERS ASSOCIATION, INC.

3. The city, village or towi??,h/p in which its principal office is bcated is: CONCORD TOWNSHIP

4. The county in which its principal office is bcated is: DELAWARE

5. The date of its incorporation is: Aplil 9,1983

6. The name of the current statutory agent is:

Robert J. Walter - -

The complete address of the current statutory agent is:

10 West Broad Street, Suite 1300

Columbus, Ohio 43215

p. 0. Box addresses are not acceptable)

Thisdocument is signed by a trustee, corporate officer, or three members in good standing.

, ,7L-----------

Note: If a new agent has been appointed on line 6 above, that agent must acknowledge hislher acceptance of such appointment below

ACCEPTANCE OF APPOINTMENT

e undersigned, , named herein as the statutory agent for t corporation in line 2 of this statement, hereby acknowledges and accepts the appointment of I ' ~ t ~ t o r y agent.

Signature of Statutory Agent

ONE COLUMBUS - 10 WEST BROAD STREET, SUITE 1300

COLUMBUS. OHIO 43215-3419

Tel: 614.461.5600 ' 877.266.6625 Fax: 614.461.5630

www.buckleyking.com

November 15,2006

Mr. Paul Dershem 9401 Muirkirk Drive Dl~b!in: nH 4301 7

Re: Weybridge Homeowners Association

Dear Paul:

It was a pleasure speaking with you on November 11, 2006. Congratulations on becoming President of the Weybridge Homeowners Association. You have a very nice community and I have enjoyed working with the Board. As requested, attached are copies ofthe following:

1. Articles of Incorporation and Original Appointment of Statutory Agent, filed April 29,1983; and

2. Certificate of Amendment of Articles of Incorporation, filed December 8, 1983.

Also, as I mentioned to you in our conversation, your non-profit corporation status is active and does not expire until March 3 1,2008. A Certificate of Continued Existence will need lo be filed prior to March 31,2008, I have marked my calendar to prepare that in early 2008. and forward rn you for si.paat~!rs In the menntirnc, plt;ase cn~tact m e if you have m y questiniis.

Very truly yours.

Robert J. Walter

RJWkhe Enclosures

CLEVELAND COLUMBUS CINCINNATI ATLANTA - PHOENIX

ONE COLUMBUS 10 WEST BROAD SUITE 1300

COLUMBUS, OHIO 43215-3419

Tel: 614.461.5600 877.266.6625 Fax: 614.461.5630 www.buckleyking.com

February 6,2008

Mr. Paul Dershem 9401 Muirkirk Drive D~iblin. OH 43017

Re: Weybridge Homeowners Association, Inc.

Dear Paul:

Enclosed is the original Certificate of Continued Existence filed January 23,2008, with the Ohio Secretary of State, and issued January 29,2008.

Please call us if you have any questions.

Very truly yours,

Robert J. Walter

m c h e Enclosure

22419\M)I\DERSHEM LTR 020608.doc

CLEVELAND COLUMBUS CINCINNATI . ATLANTA PHOENIX

DOC ID -a 201234100458

Form 522 Prescribed by: -11 m~.lorm lomealme IdMno:

HU~TED b h r FIIIW I- axpsd~e) - etary of State P.O. ~ a r m Cdumbua. OHU216

Statement of Continued Existence Filing Fee: $25

CHECK ONLY ONE (1) Box

Sy submitting this form the corporation i s verifying with the secretary of state's office that it is still actively engaged in exercising its corporate privileges

(1) @ Statemem of Continued Existence (le3CCE) (Domestic Non~roflt Corporation)

1 I

Named Corporstion

(2) verification of Foreign NonprOfit(173.~~~) (Foreign Nonprom Corporation)

Complete the information in this section i f box (I) is checked

Dale of lncorpcration Date

Location of Principal Ofiae

., F p l e l e the information in this section if box (2) is checked

- . . .. . ,- I.;.

Dublin

City

Location of 0%- NOT in Ohio Mailing Addrea

I - city Slate zip code

' -,, , Date of (lualkation in Ohio 1 r- c, ,7

: % ' ? Date - - ..

Localion of Office IN Ohio L MaiEng Address I

Jurisdiion of FormaI'm

I City Slale - I Zip Cade

u

I I Form 522 Page 1 of 2 Lam Revised: 2/6/12

Jurisdiction

Page 2

DOC ID -* 201234100458

DATE: W C U M N lo OESCRlPTlON FILING W E D P E W N CERT COP( l?IOBROlP Z0123HDD158 IYONPROMT -CERTIFICATE OF CONTINUED Z O O .m 00 00

EXISTENCE (CCE)

Receipt Tbi~his is no1 a bill. Plcascdo not rani1 paymenl,

S T A T E OF O H I O C E R T I F I C A T E

Ohio Secretary of State, Jon H&d

612657

I t rs hereby caaf led that the Secrelary of Stale of O h o has custody of ihe b u s m s s records fa

WEYBRIDGE HOMEOWNERS ASSOCIATION, INC.

and, that sald busrness m r d s show the fillng and mrdmg of.

Docurnentls] Document No@)

NONPROFIT - CERTIFICATE OF CONTINLED EXISTENCE 7.€llW4100458

Wlmess my hand and the seal of

@ the Semelary of S!ak a t Columbus, Ohio anS W day of December, A D 2012 $ -'

08

Uolled Slslcsof Amcnca Stale d Ohlo

Oflice of lhe SscreW of Slars

PAtr/ O h l o Secretary o f State

Form 521 Prescribed by:

J O N HUSTED OHIO SECRETARY OF STATE

Toll Flee: (877) SOS-FILE (877-767-2453) cenw mio: (e141me-~BIO *".OhioSBuelarydSIslm.OD" au~~mloS&lsla 'y 'ymIe.g ' I"

F I I ~ on~~nearfmmare inmrmabn: * n x o n ~ u ~ ! n m n h a l . m m - - .- --

(CHECK ONLY ONE(1) BOX)

C0rp (165-AGS)

LP (165-AGS)

LLC (171-LSA)

Business Trust ' (171-LSA)

Real Estate lnvestment Trust ' (171-LSA)

Statutory Agent Update Filing Fee: $25

C0rp (145-AGA)

LP (145-AGA)

LLC (144-LAO)

Business Trust ' (144-LAO)

Real Estate lnvestment Trust ' (144-LAD)

1 Y ~ I I mk form m an, otthetol~o*llnp: I

c0rp (455-AGR)

LP (1 55-AGR)

LLC (153-LAG)

Partnership ( 1 5 3 . ~ ~ ~ )

Business Trust ' (153-LAG)

Real Estate lnvestment Trust ' (153-LAG)

Name of Entity WEYBRIDGE HOMEOWNERS ASSOCIATION, INC.

Charter, License or Registration No.

Complete the information in this section i f box (I) i s checked I

612657

Name of Current Agent ROBERT J. WALTER

1400 FIFTH THIRD CENTER, 600 SUPERIOR AVENUE E

Mailing Address

Name and Address

CLEVELAND

City State Zip Code

of New Agent

Form 521 Page 1 of 3 Last Revised: 511412014

BRENT M. BUCKLEY

Name of Agent